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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-----------------
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (date of earliest event reported): January 15, 1997
USA WASTE SERVICES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 1-12154 73-1309529
(State of Incorporation) (Commission File Number) (I.R.S. Employer
Identification Number)
1001 FANNIN STREET
SUITE 4000
HOUSTON, TEXAS 77002
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (713) 512-6200
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ITEM 5. OTHER EVENTS
On January 21, 1997, USA Waste Services, Inc. ("USA Waste") announced
that it had executed a definitive agreement to acquire substantially all the
assets of Mid-American Waste Systems, Inc. for approximately US $180 million.
Additional information is indicated in the USA Waste press release issued on
January 21, 1997 which is attached herein as Exhibit 99.1 and incorporated
herein by reference.
On January 15, 1997, USA Waste announced that it had executed a
definitive agreement to acquire all the Canadian solid waste subsidiaries of
Allied Waste Industries, Inc. for approximately US $518 million. Additional
information is indicated in the USA Waste press release issued on January 15,
1997 which is attached herein as Exhibit 99.2 and incorporated herein by
reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
99.1 Press Release of USA Waste Services, Inc. dated January 21,
1997, announcing the execution of a definitive agreement with
Mid-American Waste Systems, Inc.
99.2 Press Release of USA Waste Services, Inc. dated January 15,
1997, announcing the execution of a definitive agreement with
Allied Waste Industries, Inc.
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
Dated: January 24, 1997
USA WASTE SERVICES, INC.
By: /s/ GREGORY T. SANGALIS
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Gregory T. Sangalis
Vice President, General Counsel
and Secretary
2
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit
Number Description
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<S> <C>
99.1 Press Release of USA Waste Services, Inc. dated January 21,
1997, announcing the execution of a definitive agreement with
Mid-American Waste Systems, Inc.
99.2 Press Release of USA Waste Services, Inc. dated January 15,
1997, announcing the execution of a definitive agreement with
Allied Waste Industries, Inc.
</TABLE>
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[USA WASTE LOGO]
FOR IMMEDIATE RELEASE
Contact: Lew Nevins
(713) 512-6228
UW #97-03
USA WASTE ANNOUNCES PROPOSED ASSET ACQUISITION OF
MID-AMERICAN WASTE THROUGH BANKRUPTCY PROCEEDING
Houston, Texas (January 21, 1997)--USA Waste Services, Inc. (NYSE: UW)
announced today that it had executed a definitive agreement to acquire
substantially all the assets of Mid-American Waste Systems, Inc. for
approximately $180 million. The purchase price includes the proposed
assumption of $49 million of debt with the balance of the price being paid in
cash, or a combination of cash and up to $90 million in USA Waste common stock.
Since the purchase price is significantly less than Mid-American's total
outstanding indebtedness, Mid-American and its related subsidiaries today filed
a proceeding under Chapter 11 of the Bankruptcy Code with the United States
Bankruptcy Court for the District of Delaware. Under the proposed arrangement,
USA Waste will acquire the assets subject only to agreed liabilities and is
afforded protection from future creditor claims against the assets acquired.
USA Waste will purchase 11 operating landfills, 11 collection operations,
6 transfer stations and 3 recycling centers operating in Ohio, Illinois,
Indiana, Kentucky, Pennsylvania, South Carolina and West Virginia. Mid-American
had annual revenues for 1996 of approximately $123 million. The transaction is
subject to approval of the Bankruptcy Court, antitrust clearance and other
customary closing conditions. Depending upon the timing of the court approval,
the transaction could close during the first half of 1997.
John E. Drury, CEO of USA Waste, stated, "This transaction will be
accretive to our 1997 earnings per share, and is made possible by the creative
structure involving Mid-American's Bankruptcy filing. That structure affords
USA Waste the benefits of protecting the assets from third party claims we have
not expressly agreed to assume. Combining these new operations with our
existing businesses will allow us to achieve cost savings and operational
efficiencies while providing additional opportunities for growth in these
markets."
USA Waste, based in Houston, Texas, is an integrated, non-hazardous,
solid waste management company serving municipal, commercial, industrial and
residential customers in 36 states, the District of Columbia, Canada, the
Commonwealth of Puerto Rico and Mexico.
CERTAIN STATEMENTS PROVIDED IN THIS RELEASE CONSTITUTE FORWARD LOOKING
STATEMENTS THAT INVOLVE A NUMBER OF RISKS AND UNCERTAINTIES. THESE RISKS AND
UNCERTAINTIES MAY CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM OUR EXPECTED
RESULTS AND ARE DESCRIBED IN DETAIL IN THE COMPANY'S SECURITIES AND EXCHANGE
COMMISSION FILINGS.
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[USA WASTE LOGO]
FOR IMMEDIATE RELEASE
Contact: Lew Nevins
(713) 512-6228
UW # 97-01
USA WASTE ANNOUNCES CANADIAN ACQUISITION
Houston, TX (January 15, 1997) -- USA Waste Services, Inc. (NYSE:UW)
announced today that it has executed a definitive agreement to acquire all the
Canadian solid waste subsidiaries of Allied Waste Industries, Inc. for
approximately US $518 million. Allied acquired these operations from Laidlaw,
Inc. in December 1996, in connection with their purchase of all of Laidlaw's
solid waste business in North America. The closing of the transaction, estimated
to occur prior to the end of the first quarter of 1997, is subject to Canadian
regulatory approvals and other customary closing conditions.
The businesses being acquired by USA Waste generate approximately US $270
million a year in revenues and include 7 landfills, 41 collection operations and
8 transfer stations in the provinces of Alberta, British Columbia, Manitoba,
Ontario, Quebec and Saskatchewan.
In August 1996, USA Waste acquired all of the Canadian solid waste assets
of Philip Environmental Inc. and additional Canadian assets in the Sanifill,
Inc. merger. Upon the consummation of the Allied transaction announced today,
USA Waste will have annualized revenues in Canada of approximately US $340
million, encompassing 12 landfills, 53 collection operations and 15 transfer
stations.
John E. Drury, CEO of USA Waste stated, "This transaction is expected to
be accretive to 1997 earnings and will significantly expand our asset base and
market presence in Canada. We also expect significant synergies and enhanced
growth opportunities as we combine these new assets with our existing
businesses."
Mr. Drury noted that USA Waste's commitment to focusing only on the
non-hazardous solid waste business in North America will continue and he sees
unparalleled opportunities for growth. Mr. Drury further stated, "Confidence in
the solid waste industry and our proven consolidation track record drive a very
focused growth strategy. We have been effectively implementing this strategy and
will continue to pursue profitable growth opportunities going forward."
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USA Waste Services Announces Canadian Acquisition
January 15, 1997
Page 2
USA Waste, based in Houston, Texas is an integrated, non-hazardous,
solid waste management company serving municipal, commercial, industrial and
residential customers in 36 states, the District of Columbia, Canada, the
Commonwealth of Puerto Rico and Mexico.
CERTAIN STATEMENTS PROVIDED IN THIS RELEASE CONSTITUTE FORWARD LOOKING
STATEMENTS THAT INVOLVE A NUMBER OF RISKS AND UNCERTAINTIES. THESE RISKS AND
UNCERTAINTIES MAY CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM OUR EXPECTED
RESULTS AND ARE DESCRIBED IN DETAIL IN THE COMPANY'S SECURITIES AND EXCHANGE
COMMISSION FILINGS.
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